These Terms and Conditions (the "Terms") form a legally binding agreement between QUANTORA FINANCE LTD., a British Columbia corporation incorporated under Incorporation Number BC1536823, with its registered address at 185-911 YATES STREET, SUITE #352, VICTORIA, BC V8V 4Y9, CANADA ("Quantora Finance", "we", "us", or "our"), and each Client (as defined below) that accesses, visits, registers for, or uses Quantora Finance’s services or the website located at https://quantora.finance/ and any related domains, subdomains, mobile applications, interfaces, APIs, documentation, or portals operated by Quantora Finance.

Quantora Finance and Client are each a "Party" and together the "Parties".

By accessing or using the Website, opening or applying for an Account (as defined), entering into any agreement with Quantora Finance, or using any Services (as defined), you confirm that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any policies, schedules, notices, lists, disclosures, procedures, or additional terms referenced in or hyperlinked from these Terms or the Website (collectively, the "Quantora Finance Policies"). If you do not agree, do not use the Services.

Your continued use of the Services constitutes your reaffirmation and acceptance of these Terms as updated from time to time. These Terms apply in addition to, and in the event of any conflict may be supplemented by, a separate master agreement or services agreement executed between you and Quantora Finance (the "Agreement"). Where the Agreement specifies different fees or terms for a particular Service, the Agreement will control for that Service; otherwise, these Terms govern.

I. DEFINITIONS

1.1. For clarity and consistency across these Terms, capitalized terms have the following meanings:

a) Account – shall mean the Client’s E-Money account (and any sub-accounts) opened, provided, or maintained by Quantora Finance for the purposes of and subject to concurrent instruction of the Client for any funds received to be immediately transferred in accordance with these Terms.

b) Agreement – shall mean any separate written agreement between Quantora Finance and Client governing the provision or receipt of Services, including any schedules, annexes, order forms, or amendments;

c) Alternative Payment Method or APM – shall mean a Non-Card payment method that enables processing of Transaction payments (including, by way of example, carrier billing or payments from a phone account), and any other agreed payment means not covered by the definition of a Card;

d) Base Currency – shall mean the reference currency chosen by the Client during Account set-up or while using the Account (if applicable);

e) Business Day – shall mean any day on which Quantora Finance is open for business and provides Services, excluding Canadian national holidays, statutory non-business days in Canada, and any other days that Quantora Finance notifies Client in advance are non-business days;

f) Business Relationship – shall mean the overall relationship between Quantora Finance and the Client while Quantora Finance provides Services to the Client, including pre-contract verification and onboarding;

g) Card (if available) – shall mean a payment card (including virtual cards) branded by, without limitation, Visa or Mastercard that may be used to conduct Transactions where card acceptance is enabled;

h) Customer – shall mean an end user or purchaser of the Client’s goods or services;

i) Client (or "you", "your") – shall mean an Account holder or applicant for opening an Account with Quantora Finance, being a legal entity, sole proprietor, merchant, self-employed person, or other entity engaged in lawful commercial or professional activity that enters into a Business Relationship with Quantora Finance;

j) Communication – shall mean any instructions, orders, documents, logs, consents, notices, authorizations, messages, or other information transmitted between the Parties via permitted channels;

k) Deductions – shall mean all losses, expenses, damages, assessments, fees, charges, penalties, sanctions, fines, interest, and similar amounts arising in connection with the performance, breach, or enforcement of these Terms and/or any Agreement, including any resulting from violations of applicable Regulations;

l) Deposit – shall mean the placement of funds in exchange for E-Money to the Account of the Client, for them to be transferred immediately with the concurrent instruction from the Client;

m) E-Money – shall mean electronically stored monetary value representing fiat currency, backed by funds and issued for the purpose of making Transactions via the Quantora Finance System;

n) Fees – shall mean any fees, rates, commissions, margins, spreads, and charges payable to Quantora Finance for the provision of Services, as agreed in the Agreement, as amended from time to time;

o) Quantora Finance System or System – shall mean Quantora Finance’s software/hardware platform accessible through the Website or any other access method authorized by Quantora Finance, that supports immediate funds transfer functionality and standardized processing, clearing, and/or settlement of payment transactions, accessible via the Website and/or Quantora Finance mobile application, including related APIs, interfaces, operational tools, and access points;

p) Login Credentials – shall mean unique identifiers or credentials used to access the Account, including account number, login, password, multi-factor credentials, one-time passcodes, push confirmations, and any other verification data processed in accordance with the Privacy Policy;

q) Personal Data - shall mean any information relating to an identified or identifiable natural person;

r) Prohibited Conduct – shall mean means any act or omission by the Client as defined in these Terms, specifically in Section III;

s) Regulations – shall mean the Rules of the International Payment System(s), APM systems, and all applicable laws, regulations, directives, guidelines, circulars, sanctions regimes, supervisory instructions, and standards relevant to the Services;

t) Rules of the International Payment System(s) – shall mean rules, mandates, operating regulations, technical standards, and brand requirements of card networks (e.g., Visa Europe, Mastercard Worldwide) that apply to brand usage, Transaction processing, data, security, and acceptance obligations;

u) Rules of the APM System(s) – shall mean rules, technical requirements, operating regulations, and brand requirements of applicable APM providers;

v) Services – shall mean all services offered by Quantora Finance under these Terms and/or an Agreement, including provision and maintenance of Accounts, issuance and redemption of E-Money, execution of payment transactions, provision of payment instruments, access to the Quantora Finance System, currency exchange, virtual currency services (if enabled), and any ancillary or support services;

w) Terms – shall mean these Terms as published at the Website (or a successor URL) and as amended from time to time, together with any schedules, annexes, or incorporated Quantora Finance Policies;

x) Transaction – shall mean any act initiated by the Client that results in placing, receiving, transferring, exchanging, or withdrawing funds, E-Money, or (if available) Virtual Currency, whether via card, APM, internal transfer, or other supported method. Transactions are subject to applicable Fees and limits;

y) Virtual Currency – shall mean a digital representation of value (including but not limited to cryptocurrencies and tokens) that can be used for payment or exchanged for fiat currency or other virtual currency, where supported by Quantora Finance;

z) Website – shall mean website, owned or controlled by Quantora Finance (or operated on its behalf) under the domain https://quantora.finance/ and any subdomains, including the pages, content, images, videos, user interfaces, forms, and underlying code (HTML/CSS/JavaScript and server-side code), and any updates or modifications to the foregoing;

aa) Transfer– shall mean an immediate funds transfer of E-Money from the Client’s Account to a payout destination designated and authorized by the Client in accordance with these Terms;

bb) You, yourself or your – shall mean the Client.

1.2. In these Terms headings are for convenience only and do not affect interpretation. The words "including", "include", and "includes" are deemed to be followed by "without limitation". References Regulations include amendments and re-enactments. Singular includes plural and vice versa.

II. SERVICE AGREEMENT; RELATIONSHIP; IMPORTANT DISCLOSURES

2.1. By engaging the Services, creating or applying for an Account, or accessing the Quantora Finance System, you: (a) represent and warrant that you are duly authorized to enter into these Terms, (b) accept these Terms and the Quantora Finance Policies, and (c) agree that your use of the Services is governed by these Terms, the Agreement (if any), and applicable Regulations and if you do not agree, you shall not use the Services. You acknowledge and agree that:

(a) Quantora Finance is not a bank or credit institution, and the Client’s Account is not a bank account or deposit account;

(b) Quantora Finance does not act as trustee, fiduciary, escrow agent, or custodian with respect to E-Money or funds in the Client’s Account;

(c) Quantora Finance receives funds together with Client concurrent instructions to immediately transfer, apply, or redeem those funds for the purpose immediate Transfer or transfer of those funds from the Client. Processing may be delayed for compliance, risk, or operational reasons, or where third-party financial institutions, payment networks, or processors are involved;

(d) E-Money or Virtual currency, and related Client’s funds, are considered to be "in transit", i.e. funds, E-money or Virtual currency for which Quantora Finance has received instructions from the Client to immediately transfer or withdraw them until the transfer or Transfer is complete, and are maintained within the Client’s Account which will not earn any interest and Quantora Finance does not pay interest on any balances in the Account;

(e) Quantora Finance provides access to Quantora Finance System to authorized Clients only and enables them to purchase E-Money or Virtual currency or request their redemption, make payments to and accept payments from third parties;

(f) Quantora Finance is an independent service provider and does not assume control over your business, goods, services, pricing, Client’s service, or fulfilment.

2.2. Specific conditions (including Privacy Policy, complaints procedures, non-serviced countries, restricted activities, and similar notices) may be published on the Website or within the Quantora Finance System and are incorporated by reference. You undertake to review them regularly. Your continued use of the Services constitutes acceptance of any updated conditions.

III. PROHIBITED JURISDICTIONS AND ACTIVITIES

3.1. Quantora Finance does not accept payments from or to such countries and territories in accordance with the laws, regulations and internal policies, including but not limited to Afghanistan, Albania, Algeria, Angola, Argentina, Bahrain, Bangladesh, Barbados, Belarus, Benin, Bhutan, Bolivia, Bosnia and Herzegovina, Botswana, Brazil, British Antarctic Territory, Bulgaria, Burkina Faso, Burundi, Cambodia, Cameroon, Cabo Verde (Cape Verde), Central African Republic, Chad, China, Colombia, Congo DR, Cote D’Ivoire, Croatia, Cuba, Djibouti, Dominican Republic, Ecuador, Egypt, El Salvador, Equatorial Guinea, Eritrea, Eswatini (Swaziland), Ethiopia, Fiji, Gabon, Gaza Strip, Ghana, Guam, Guatemala, Guinea, Guinea Bissau, Guyana, Haiti, Honduras, Iran, Iraq, Jamaica, Jordan, Kenya, Kiribati, Kosovo, Kuwait, Laos, Lebanon, Lesotho, Liberia, Libya, Macedonia FYR, Madagascar, Malawi, Maldives, Mali, Mauritania, Mexico, Monaco, Morocco, Mozambique, Myanmar (Burma), Namibia, Nepal, Nicaragua, Niger, Nigeria, North Korea, Northern Cyprus, Oman, Pakistan, Palau, Panama, Paraguay, Peru, Philippines, Puerto Rico, Qatar, Russian Federation, Rwanda, Samoa, Sao Tome and Principe, Saudi Arabia, Senegal, Sierra Leone, Somalia, South Africa, South Sudan, Sri Lanka, St. Lucia, Sudan, Suriname, Syria, Tajikistan, Tanzania, Timor Leste, Togo, Trinidad & Tobago, Tunisia, Tuvalu, Uganda, USA, Vanuatu, Vatican City, Venezuela, Vietnam, Virgin Islands (US), West Bank, Yemen, Zambia, Zimbabwe, Regions of Ukraine: Crimea, Donetsk, Luhansk & all occupied territories and any other jurisdiction where it would be illegal under applicable laws and regulations with regard to the Quantora Finance.

3.2. Client’s usage of the Services is restricted to lawful purposes and adherence to the stated Terms and Agreement. When engaging our Services the Client agrees and undertakes not to:

a. breach these Terms, Agreement and other applicable laws, statutes or regulations;

b. use our Services for purposes of breaching rights of Quantora Finance, other third parties, including (without limitation) copyrights, patents, trademarks or any other intellectual property rights;

c. use Services provided by Quantora Finance that may result in dispute, claim, fines etc.;

d. use Quantora Finance Services for a Transactions that may be considered illegal;

e. use Services to obtain a cash advance from credit/debit card (or assist others to do so);

f. use Services in a manner that may result in abuse of a bank’s reversal process, credit card system or violation of credit card association rules;

g. refuse to cooperate in an investigation, to confirm Client’s or Client representative’s or beneficial owner’s identity or information Client provides to Quantora Finance or refuse to let Quantora Finance have information or documents that Quantora Finance may receive from Client under any applicable law and these Terms;

h. provide fraudulent documents, false, incomplete, inaccurate or misleading information as reasonably requested by Quantora Finance pursuant to Terms or Agreement;

i. use any automated means, like robots, spiders, or other devices, to access the Website, Quantora Finance System, including monitoring or copying any materials;

j. engage in any conduct that could hinder or disrupt anyone’s use or enjoyment of the Website, Quantora Finance System or that could potentially harm the Quantora Finance, other Client, or expose them to liability;

k. attempt to gain unauthorized access to, interfere with, damage, or disrupt any part of the Website, Quantora Finance System or associated servers, computers, or databases;

l. tamper, hack, modify, damage, interfere with or otherwise corrupt the security or functionality of Quantora Finance Services, or attempt to do so;

m. employ any method to disrupt the proper functioning of the Website, Quantora Finance System, including the introduction of malicious software or harmful material;

n. transmit or solicit the transmission of any advertising or promotional materials, such as spam, junk mail, chain letters, or similar solicitations;

o. assume the identity of the Quantora Finance, any employee, another user, or any other individual or entity, including the utilization of associated email addresses;

p. employ the Quantora Finance System in any manner that could impair, overload, damage, or disable it, or interfere with another party’s use, including real-time activities;

q. use manual processes to monitor or copy Website, Quantora Finance System materials without prior written consent;

r. breach any pertinent federal, state, local, or international laws or regulations, encompassing those governing data or software exportation;

s. otherwise attempt to disrupt the normal operation of Quantora Finance.

3.3. The Client shall not, and shall not attempt to: (i) tamper with, hack, penetrate, probe, or test the vulnerability of the Quantora Finance System; (ii) bypass, disable, or defeat any security or authentication measures; (iii) decompile, reverse engineer, or otherwise modify the Quantora Finance System except to the extent expressly permitted by law; (iv) introduce malware, bots, or other harmful code; or (v) otherwise interfere with the security, integrity, availability, or proper functioning of the Quantora Finance System or any related networks or services.

3.4. Quantora Finance may monitor use of the Services and investigate any suspected Prohibited Conduct or security incident.

3.5. If Quantora Finance reasonably suspects Prohibited Conduct, fraud, or a security incident involving the Account or the Services, Quantora Finance may, without prior notice, immediately: (i) freeze or restrict the Account (in whole or in part); (ii) place holds on Transactions; and/or (iii) suspend access credentials, pending investigation.

3.6. Quantora Finance will notify the Client of any freeze, hold, or suspension without undue delay, unless such notice is prohibited by law or a competent authority, or would compromise security. The Client will promptly cooperate with Quantora Finance’s investigation, including by providing information reasonably requested.

3.7. Quantora Finance will lift any freeze, hold, or suspension promptly after the investigation concludes and Quantora Finance determines, acting reasonably, that continued restrictions are no longer required. If Prohibited Conduct is confirmed, Quantora Finance may keep restrictions in place as reasonably necessary and may take remedial actions, including termination under these Terms, Agreement and recovery of losses.

3.8. This list of restricted activities indicated herein is not exhaustive, and it is the Client’s responsibility to ensure that Client does not use Services for transactions and other purposes that may be considered illegal.

IV. VERIFICATION, KYC/AML, AND AUTHORIZATION

4.1. Quantora Finance provides the Services only to authorized Clients that have been duly authorized by Quantora Finance after all authorizations/verifications were carried out by Quantora Finance.

4.2. During verification and authorization process and throughout the Business Relationship, Client must promptly (within three (3) Business Days unless a shorter period is specified by law, regulator, or a card network) provide accurate, complete, and up-to-date information and documentation reasonably requested by Quantora Finance in order to comply with applicable Regulations, including KYC/CDD/EDD, sanctions screening data, beneficial ownership and control information, business model details, geographies, licensing, and Transaction data. Quantora Finance may request updates at any time. If you fail to provide information within the stated time, Quantora Finance may suspend or close the Account.

4.3. All information may be received in English only and English shall be the language used for purposes of these Terms and for further communication between the Client and Quantora Finance.

4.4. Quantora Finance is under no obligation to accept and/or authorize any Client. Quantora Finance, upon its full discretion, shall determine the scope of information which may be requested from the Client and to decide on which terms and conditions the Client is accepted and authorized.

4.5. It is the obligation of Client to provide (and Quantora Finance has rights to request accordingly from time to time) up-to-date information on all Clients and Quantora Finance, therefore, has the rights to request any additional information from time to time which the Client shall be obliged to provide. If the Client fails to provide the requested information within the period specified by Quantora Finance, provides materially inaccurate or incomplete information, or if Quantora Finance reasonably determines that continuing the relationship would violate law or regulatory guidance, Quantora Finance may, in its sole discretion, immediately: (i) suspend access to the System (in whole or in part); and/or (ii) terminate this Agreement and the Client’s Business Relationships with Quantora Finance with immediate effect.

4.6. The Client warrants and represents that all information/documentation provided to Quantora Finance, whether upon request or otherwise, is true, complete, and up-to-date to the best of the Client’s knowledge.

4.7. The Client shall immediately (within 3 (Three) Business Days) notify Quantora Finance in case of any changes in circumstances or facts to any information and/or documents provided during Client’s authorization procedure.

4.8. Once the Client is verified, accepted and authorized by Quantora Finance, the Client will be provided with the Account with Quantora Finance. The Account is personal and only the Client has a right to access and use Quantora Finance Services within it and only in the frame of stated and declared activity and purposes in the application for the Account (in case planned activity and purpose changed — new application for the Account shall be submitted for the review to Quantora Finance). The Client shall take all the measures necessary to protect the Login Credentials (such as: password, Login Code user ID and any other strictly personal security features) of the Account and only use the Account in accordance with these Terms and Agreement.

4.9. The Client and Quantora Finance are entitled to use any means of communication, such as telephone, email, mobile communication application, and other similar technological solutions for Communications purposes either provided by Quantora Finance or not.

4.10. By sending and receiving Communications to and from Quantora Finance through any of communication means, the Client acknowledges and agrees that it may be exposed to inherent risks such as, without limitation, the failure of hardware, software and communications infrastructure (including the Internet). The content of Communications may be altered, not reach their intended recipient or do so much later than intended due to reasons outside the control of the parties, or may be duplicated, disseminated or intercepted by unauthorized parties, and/or reach other than the intended recipients. Telecommunication operators may restrict certain services and/or not accept or restrict the transfer of certain data. As a result of any system unavailability, failure or other disruption, orders may either be not executed according to the Client’s instructions or not be executed at all or may not be placed or amended. Errors, disruptions, unavailability of the means of communication or delays in the transmission may affect Transactions accordingly. The Client acknowledges all risks described above and all similar risks ("Telecommunications Risks") and agrees to use the means of telecommunication at its own risk and of its own volition, assuming full responsibility. The Client confirms that it understands and assumes the risks inherent to the use of the Quantora Finance System, programming tools and other electronic communication tools.

4.11. The Client discharges Quantora Finance from any liability in contract or in tort, with regards to any disruption of Communications arising from the materialization of Telecommunications Risks and other risks and circumstances envisaged above in clause 4.10. Quantora Finance shall not be liable for any direct, indirect, incidental or implied consequences for the Client or any third party attributable to Telecommunications Risks. Quantora Finance does not warrant that it will be able to maintain a continuous, uninterrupted link with the Internet, and may not be held liable therefor.

4.12. Subject to Privacy Policy of Quantora Finance, for the purposes of performance of contractual obligations between Client and Quantora Finance (without prejudice to other applicable legal basis), Quantora Finance reserves the right and may record and/or protocol all telephone conversations, Internet exchanges (including chats during registration process), emails and meetings between the Client and Quantora Finance, and use such recordings or transcripts of such recordings as evidence vis-à-vis any party (including but not limited to regulatory authorities and courts of law) to whom Quantora Finance deems it desirable or necessary to disclose such information in the course of any dispute or anticipated dispute involving Quantora Finance and/or the Client. The Client may nonetheless not rely on the availability of such recordings.

4.13. The Client agrees that Quantora Finance may provide notice or other information to the Client by posting it on the Website, including the posting of information which is only accessed by the Client by logging into Account, emailing it to the verified email address registered with Account, calling Client by phone, or sending an SMS message. The Client must have internet access and an email account to receive communications and information relating to the Services. Above mentioned access is completely under Client’s own responsibility.

4.14. With the exception of amendments to these Terms, the above-mentioned notice shall be considered to be received by the Client within 24 (twenty-four) hours of the time it is posted to the Quantora Finance Website or emailed to the Client. If the notice is sent by mail, Quantora Finance will consider it to have been received by the Client 3 (Three) Business Days after it is sent.

4.15. Notices to Quantora Finance made in connection with these Terms must be sent by email to contact@quantora.finance.

V. REGISTRATION AND ACCOUNT USE

5.1. Login and authorization

5.1.1. To use our Services, the Client must create an Account with the Quantora Finance by providing accurate and complete information as detailed in Section IV. The Client is responsible for maintaining the confidentiality of Login Credentials.

5.1.2. The Client shall access its Account via Quantora Finance Website and/or Quantora Finance mobile application by entering Login Credentials. In case of any problems with login authorization, the Client shall request technical assistance by contacting Quantora Finance.

5.1.3. After entered by the Client Login Credentials is verified by Quantora Finance, the Client shall get access to the Account and shall be able to give payment transactions’ instructions to Quantora Finance. In case when the Client suspects his Login Credentials is obtained by third party the Client shall immediately inform Quantora Finance by asking to block his Account until full investigation and identification is carried out either by calling or by sending an email to Quantora Finance.

5.2. Exclusive rights to use an Account

5.2.1. The Client shall keep all Login Credentials strictly confidential, use reasonable security measures to protect it from misuse, and not share it with any third party. The Client is solely responsible for all activities occurring under the Account, including instructions submitted using the Login Credentials, whether or not authorized by the Client.

5.2.2. Any person accessing the Account using the Login Credentials will be conclusively deemed to be the Client and authorized to act on the Client’s behalf, and Quantora Finance may rely on such access and instructions without further inquiry. Quantora Finance may, however, request additional authentication, postpone execution, or refuse instructions if Quantora Finance considers it necessary for security, fraud prevention, sanctions, or legal compliance.

5.2.3. Upon the Client’s request, Quantora Finance will promptly block the Account and/or Login Credentials. Quantora Finance may also block or suspend access if Quantora Finance suspects unauthorized use, fraud, security risks, or breach of these Terms, or for legal or regulatory reasons. Quantora Finance will notify the Client of any block or suspension and the reason for it, unless prohibited by law. Only the Client may request unblocking, and Quantora Finance may require re-identification and security reset before restoring access.

5.2.4. The Client acknowledges the electronic nature of the Quantora Finance System which shall be provided strictly on "AS IS, WHERE IS", "AS AVAILABLE" and "WITH ALL ITS FAULTS" basis.

5.3. Creation and maintenance of the Account

5.3.1. Upon authorized entrance into the Account, the Client shall be able to create E-Money sub-account in different currencies (as available) which are also referred to as sub-accounts and are recorded in Quantora Finance E- Money System as sub-accounts in chosen by the Client’s Base currency.

VI. TRANSACTION HISTORY AND STATEMENTS

6.1. All the history of Transactions including charges, fees and margins, shall be recorded in the History section of the Quantora Finance System and shall be available to the Client at any time. The Client shall also be able, for an additional fee described at the Website, to request Quantora Finance to confirm to the Client any Transaction made and Quantora Finance will be obliged to confirm any Transaction made on the Account. History also indicates statutes of the Transactions as completed, cancelled or pending.

6.2. Client may also request statements with regard to the Transactions. Quantora Finance may charge a reasonable fee for archival retrieval or certified statements where permitted by law.

VII. DEPOSITS, TRANSFERS, AND PAYMENTS

7.1. In order to make the Transactions, the Client will firstly need to fund his Account by receiving E-Money transferred via Quantora Finance System from the Customers.

7.2. Deposits.

7.2.1. The Client must provide the information requested and pass all identity and security validation and verification checks prior to the receiving of acceptance by Quantora Finance, which shall allow receiving Deposits with concurrent instructions for payment. Quantora Finance shall not be responsible for holding or safeguarding the Client’s funds.

7.2.2. For any Deposit, the Client authorizes Quantora Finance to receive funds with concurrent instructions for them to be immediately transferred on behalf of the Client from the Account, less any applicable Fees and to place the E-Money to the banking account in accordance with details provided by the Client.

7.2.3. The Client understands and expressly agrees that the funds shall be deposited in one currency chosen by Quantora Finance into the Client’s respective Account by depositing the respective amount in E-Money corresponding to that particular currency in its Account.

7.2.4. The Client further understands and agrees that in case, if the Client does not possess the Account in the currency deposited by the Customer, Quantora Finance may automatically open, and the Client expressly authorizes and instructs Quantora Finance to do so, the Account in that currency and deposit these funds to that corresponding Account to the Client’s depositing currency or it may be converted to another currency (at Quantora Finance discretion) and in its turn due to cross-border payments regulations in different regions foreign exchange (FX) difference between the processed amounts and settlement amounts may occur. The Client acknowledges this fact and shall not raise any claims in relation to the mentioned conversion.

7.2.5. The Client understands, acknowledges and accepts that due to cross-border payment regulations in different regions and settlements an FX difference between the processed amounts and settlement-specific aspects amounts may occur, even though the Transaction currency and Account currency are the same.

7.2.6. The Client understands and accepts that Quantora Finance, upon its full discretion, may impose certain limits on amounts of purchased E-Money/Virtual currency and/or impose special requirements and/or refuse to accept funds for their immediate transfer for E-Money/ Virtual currency purchase from the Client at the sole discretion of Quantora Finance.

7.2.7. Deposit that has been successfully processed and the E-Money has been purchased and deposited into Client’s Account accordingly may not be cancelled by the Client and no refund is available.

7.3. Transfers.

7.3.1. The Transfer shall be available to the Client upon validation and verification. The Client must provide the information requested and pass all identity and security validation and verification checks prior to the Transfer authorization by Quantora Finance. For any Transfer, the Client authorizes Quantora Finance to perform Transfer from the Account into Client’s base currency via the Transfer source chosen by the Client less any applicable Fees.

7.3.2. The Client understands and expressly agrees that Quantora Finance may only proceed with the Transfer of the Client’s funds with a corresponding instruction for their immediate Transfer into an account that is held in the Client’s name (Client is the account holder and beneficiary of the Account) at a credit institution, i.e. bank or into an account that is held in Client’s name at payment institution that has established cooperation with Quantora Finance.

7.3.3. The Client acknowledges and agrees that Quantora Finance may, to the extent required or permitted by applicable law, Regulations, regulatory guidance, court order, or request of a competent authority: (a) impose limits on the amount, frequency, or method of any Transfer; (b) require the Client to provide additional information, documents, or certifications (including KYC/AML and source-of-funds/source-of-wealth evidence); and/or (c) delay, suspend, or refuse to process a Transfer, until Quantora Finance has received the requested information and determined, acting reasonably, that all applicable legal and regulatory requirements have been satisfied.

7.3.4. Deposits and Transfers are subject to Fees and currency conversion fees depending on the method used according to the Fee agreed in the Agreement, which the Client agrees to constantly observe. Furthermore, Deposits and Transfers may be subject to the imposition of limits that correspond to the level of information provided by the Client, and potential risk presented by the Client and may also be imposed at the sole discretion of Quantora Finance.

7.3.5. By making Transaction the Client expressly confirms that all the data entered is correct and shall bear the full responsibility if any mistake appeared in the entered data.

7.3.6. By making Transaction the Client provides full authorization to Quantora Finance to transfer the funds as instructed. E-Money will then be transferred within the Quantora Finance System to the destination indicated by the Client. The execution of Transaction shall usually take place immediately, however, in case of technical malfunctioning the execution of Transaction may delay, in which case Quantora Finance will make all efforts to fix the technical malfunctioning and proceed with the Transaction execution within a reasonable time.

7.3.7. The Client fully acknowledges that after proceeding with the Transaction the Client may no longer cancel or amend the Transaction. Thus, by making Transaction the Client irrevocably and unconditionally gives instructions to Quantora Finance to proceed with it and does not intend to cancel or alter it.

7.3.8. Quantora Finance enables Clients to initiate immediate Transactions to recipients identified by mobile phone number and/or email address, including individuals who do not yet have a Quantora Finance account (each, a "User"), as follows:

(a) Onboarding Requirement. For a User to receive such a Transaction, the User must complete onboarding and be approved as a Quantora Finance Client in accordance with Quantora Finance’s internal policies and procedures and applicable law. Approval is at Quantora Finance’s discretion;

(b) Processing Upon Approval. The Transaction will be processed and credited to the User’s account (not maintained by Quantora Finance) promptly after the User is approved as of results KYC/AML verifications. The Client authorizes Quantora Finance to hold the funds pending the User’s approval;

(c) Non-Approval or Failure to Onboard. If the User is not approved, fails to complete onboarding within the time specified by Quantora Finance, or approval is otherwise denied or withdrawn, the Transaction will be canceled and the funds returned to the originating Client in the original amount and currency;

(d) Timing and Method of Return. Refunds to the Client will be made without undue delay after the applicable condition in subsection (c) occurs, to the original funding source where practicable (not maintained by Quantora Finance). Currency conversion will not apply to such refunds unless the original funding was converted; if conversion is required, standard exchange rates and fees apply

(e) Notifications. Quantora Finance will notify the Client of the status of the Transaction (including approval, denial, or lapse of onboarding) unless prohibited by law or by the request of a competent authority.

(f) Compliance. All Transactions under this Section are subject to applicable KYC/AML, sanctions, fraud, and other compliance reviews. Quantora Finance may place holds or impose limits consistent with law and its policies. For clarity, until the User is approved and the Transaction is credited, no funds are released to the User and Quantora Finance may treat the Transaction as pending. Pending Transactions may be canceled under subsection (c).

7.4. Virtual currency (if available):

7.4.1. Quantora Finance System may allow the Client to exchange the Virtual currency by exchanging the Client’s own funds for Virtual currency, Virtual currency for the Client’s own funds, or Virtual currency for another Virtual currency.

7.4.2. Quantora Finance, at its sole discretion, may also elect to allow the Client to transfer Virtual currency at the request of the Client, or receive a transfer of Virtual currency for remittance to a beneficiary, including to Quantora Finance.

7.4.3. Quantora Finance will use reasonable efforts to deliver the Virtual currency to the Client at the earliest reasonable time. The Client acknowledges that the delivery of the Virtual currency to the Client may be completed separately from the transferring process, and it may take time for the Virtual currency transfer to be processed. Quantora Finance shall not be liable for any immediate transfers of the Virtual currency that experience processing delays (e.g., for compliance reasons such as screening for fraud or money laundering risk).

7.4.4. The Client acknowledges and agrees that, from time to time, Quantora Finance may be unable to fulfill a Client request or deliver Virtual Currency, in whole or in part, due to one or more of the following:

(a) market illiquidity or extreme price volatility;

(b) system outages, maintenance, or technical failures affecting Quantora Finance or third-party service providers, networks, or blockchains;

(c) delays, congestion, or failures on the relevant blockchain or payment rails;

(d) applicable law, sanctions, regulatory requirements, or requests from a competent authority;

(e) security, fraud, or financial crime concerns; or

(f) force majeure or other events beyond Quantora Finance’s reasonable control.

7.4.5. If Quantora Finance cannot fulfill a request or deliver Virtual Currency, Quantora Finance will: (i) notify the Client without undue delay, unless prohibited by law or a competent authority; and (ii) cancel the affected order or place it on hold, and, if funds were debited and delivery cannot occur, return such funds to the Client in the original amount and currency to the original funding source where practicable, or otherwise to the Client’s Quantora Finance account, in each case without undue delay, subject to applicable law and network conditions.

7.4.6. Any cancellation, delay, or non-delivery under this Section that occurs in good faith and in accordance with applicable law will not constitute a breach of this Agreement. Quantora Finance will not be liable for losses arising from such unavailability, except to the extent caused by Quantora Finance’s gross negligence, willful misconduct, or breach of this Agreement.

7.4.7. The Client acknowledges that Quantora Finance will not be liable for any error with respect to the instructions the Client provides.

7.4.8. The Client understands and accepts the risks involved in exchanging and transferring the Virtual currency, including the fact that Quantora Finance cannot guarantee that any Virtual currency will have, at any time in the future, a certain value (if any) or market liquidity. There is no guarantee that the Client will be able to exchange or transfer the Virtual currency to any third party at a later time, and at no event, will Quantora Finance be obligated to exchange or transfer from the Client any Virtual currency, whether acquired from Quantora Finance or otherwise.

7.4.9. Separate terms and conditions, including those relating to Virtual currency exchange or transfer methods, applicable Fees, warranties etc., may be agreed with the Client in the Agreement if the Client intends to transact with Virtual currency within the Quantora Finance System.

VIII. FEES AND TAXES

8.1. The Client agrees to pay all fees, commissions and charges applied to the Services. Fees apply, among other things, to External Transfers, currency exchanges.

8.2. Quantora Finance provides clear fee information directly within the System before the Client confirms an External Transfer or Exchange. The System will display the applicable commission, including the percentage rate, flat amount (if any), and any currency-conversion spread. By confirming the Transaction, the Client accepts the fee shown.

8.3. Standard fees include the following:

    • External Transfers: a commission that may include a percentage-based fee applied to the transfer amount and, where applicable, a fixed charge. The System shows the full fee structure before the Client confirms the Transfer.

    • Currency Exchange: a percentage-based spread added to the current market rate. If a fixed component applies, it will also be displayed. The System shows the final applied rate and all related fees before the Client approves the Exchange.

8.4. If a Transaction requires currency conversion, the exchange rate provided in the System at the moment of confirmation applies. Exchange rates update in real time and take effect immediately.

8.5. The Client authorizes Quantora Finance to deduct all applicable fees directly from the Client’s Account at the moment such fees become due. If a Transaction generates a commission, that commission is deducted automatically before execution.

8.6. Quantora Finance may introduce new fees or change existing ones based on objective reasons such as changes in market conditions, regulatory requirements, or operational costs. Any changes take effect on the date indicated in the notice delivered to the Client. The Client will be informed in advance through the System or by email.

8.7. If the Client disagrees with a fee update, the Client may stop using the Services and close the Account before the new fees take effect. Continued use of the Services after the effective date means acceptance of the updated fees.

8.8. Quantora Finance may deduct, set off or withhold from any amounts held in the Client’s Account any losses, costs, penalties, or other charges owed by the Client in connection with breaches of these Terms or other obligations arising from the Client’s activity.

8.9. If there are insufficient funds in the Account to cover due fees, the Client must top up the Account immediately. Quantora Finance may suspend the Client’s ability to initiate Transactions until the outstanding amount is paid.

8.10. The Client is responsible for all taxes, duties and similar charges arising from the Client’s business. Quantora Finance does not provide tax advice and is not responsible for the Client’s tax obligations.

IX. CHARGEBACKS

9.1. The Client must comply with the conditions for executing Transactions set out in these Terms. The Client agrees not to initiate a chargeback for any Transaction made using the relevant payment instrument and credited to the Account, except where Quantora Finance has failed to fulfill its obligations under these Terms in a manner that gives the Client a right to a refund under applicable laws, statutes or regulations or card/network rules.

9.2. Without limiting Quantora Finance’s rights or remedies under these Terms or applicable laws, statutes or regulations, if the Client cancels, charges back, or reverses a Transaction, the Client will be liable to Quantora Finance for the full amount of the Transaction (par value) plus any applicable fees, assessments, fines, penalties, or expenses imposed by any payment network, acquirer, processor, or other third party (the "Chargeback Costs").

9.3. Quantora Finance may, at its discretion, recover any cancelled, reversed, or charged-back Transaction amount and any Chargeback Costs by: (a) debiting or setting off such amounts against the incoming transaction; or (bc) invoicing the Client for such amounts, which will be due and payable upon receipt. The Client authorizes Quantora Finance to initiate such debits and set-offs.

9.4. The Client will promptly provide Quantora Finance with all information and documents reasonably requested to investigate, defend, or contest any actual or threatened chargeback, including proof of authorization, delivery, or service fulfillment.

X. UNCLEARED FUNDS AND PAYMENTS, NEGATIVE BALANCE

10.1. Certain Transactions may entitle Client to have E-Money credited to its Account before payment for E-Money purchase and applicable fees are cleared by Client’s designated financial institution or association or other payment service provider. In that case, Quantora Finance may periodically present these uncleared payments to Client’s financial institution or association or other payment service provider, as applicable. In addition, Quantora Finance may debit insufficient funds and uncleared payments from Client’s subsequent Transactions, as applicable, or collect them from Client in other ways.

10.2. Negative balance on Client’s account is a situation when there is insufficient E-Money in the Account. The negative balance on Client’s account may occur for various reasons described in these Terms. Any negative balance on Account is Client’s debt to Quantora Finance with an immediate payment term. Quantora Finance may require and collect payment from Client to cover an outstanding negative balance on Client’s Account at any time. Failure by Client to make payment is a breach of these Terms. Quantora Finance may at any time send Client reminders or take other debt collection measures, including, but not limited to, mandating a debt collection agency or solicitors or pursuing a court claim. Quantora Finance may also charge Client fees and expenses Quantora Finance reasonably incur in connection with debt collection or enforcement efforts.

XI. SECURITY VALIDATION AND VERIFICATION CHECKS

11.1. Client acknowledges that certain Transactions require different types of identity and security validation and verification checks, including use of third- party validation and verification systems, and Client agrees to submit to these checks if Client chooses an option to which these checks apply.

11.2. Quantora Finance may as of results verification checks of Client or its activity, if applicable, impose certain minimum or maximum limits on Transactions or restrict access to certain Services.

11.3. Quantora Finance may validate and verify any information or data provided by the Client at onboarding and at any time thereafter, including on a periodic, event-driven, or risk-based basis.

XII. CLIENT’S WARRANTIES AND REPRESENTATIONS

12.1. Client warrants and represents that:

a. where it is a registered legal entity (in any form, e.g. LLC), the Client will have and maintain at least 1 (one) director who is domiciled in the place of the Client’s incorporation and registered address;

b. it will deliver the Client’s products or services to its Customers without undue delay and meet the other criteria applicable to its business activity;

c. the Client products or services that are made available to Customers comply with applicable law in any jurisdiction in or to which the Client is making its goods and services available;

d. the Client has at all times all requisite licenses and permits in place to engage in the advertising and provision of its goods and services; and

e. it is not receiving funds in connection with any illegal, fraudulent, deceptive or manipulative act or practice and that the Client is not sending or receiving funds to or from an illegal source;

f. it has full power, authority, and capacity to enter into Agreement with Quantora Finance, to perform its obligations under Terms or Agreement, and to engage Quantora Finance’s Services. The execution, delivery, and performance Client’s obligations under Terms or Agreement have been duly authorized by all necessary corporate or organizational action on the part of the Client, and this Terms constitute a valid and binding obligation of the Client, enforceable in accordance with its terms;

g. neither it nor any of its affiliates, directors, officers, or beneficial owners is subject to any local or international sanctions, embargoes, or other governmental restrictions that would prohibit or restrict Quantora Finance from entering into Agreement or providing Services to the Client under applicable law;

h. there are no other agreements, legal restrictions, court orders, or other obligations that would prevent, restrict, or otherwise limit the Client’s ability to enter into Agreement with Quantora Finance or to engage Quantora Finance’s Services as contemplated herein.

12.2. The Client shall indemnify, defend, and hold harmless Quantora Finance and its affiliates, directors, officers, and employees from and against any and all losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from or relating to any breach by the Client of its warranties, representations, undertakings or obligations under this Agreement.

XIII. AMENDMENTS AND MODIFICATIONS

13.1. Quantora Finance shall be entitled to modify or amend these Terms at any time by giving a notice including but not limited to a notice given by email to the Client or posted on Quantora Finance’s Website or presented when the Client accesses his Account.

13.2. Such changes, modifications and/or amendments shall become effective on the date specified in the notice unless expressly disapproved by the Client within 30 (thirty) calendar days as from the date of notification, however, any such objection shall constitute a notice by the Client to terminate any concluded agreements between the Parties and close all accounts within Quantora Finance and in such case the parties may exercise their right to terminate the relationship in accordance with these Terms.

13.3. Quantora Finance expressly reserves the right to use its Website to inform the Client about any changes in these Terms and the posting of a notice on Quantora Finance’s Website shall be deemed a valid notification of such changes to the Client. The Client undertakes to regularly review Quantora Finance’s Website and/or to regularly access his online reporting where relevant information may be published.

13.4. Notwithstanding the foregoing, Quantora Finance will provide direct notice by email to the Client of any material amendments or modifications to these Terms that, in Quantora Finance’s reasonable opinion, may significantly affect the Client’s use of the Services.

XIV. SUSPENDING AND CLOSING AN ACCOUNT

14.1. Client may close its Account upon 1 (one) month prior notice to Quantora Finance. To do so, Client must notify the Quantora Finance of Client’s decision to close Account. At Client’s request, Quantora Finance may agree to close Account immediately. Client’s Account is closed immediately if Quantora Finance receive notice from Client that it does not agree with changes to these Terms. If Client closes Account, Client is responsible for cancelling pending Transactions.

14.2. Upon closing of the Account or terminating Agreement Quantora Finance may further process Client data strictly to the extent necessary to: (a) comply with applicable laws, regulations, and regulatory requests; (b) carry out statistical, analytics, or archiving purposes; or (c) protect and pursue Quantora Finance’s legitimate interests (including fraud prevention, information security, service improvement, business continuity, and the establishment, exercise, or defense of legal claims), provided such processing is conducted in accordance with Quantora Finance’s confidentiality obligations.

14.3. If Quantora Finance processes Personal Data on behalf of Client, upon closing of the Account or terminating Agreement Quantora Finance may further process Personal Data strictly to the extent necessary to: (a) comply with applicable laws, regulations, and regulatory requests; (b) carry out statistical, analytics, or archiving purposes; or (c) protect and pursue Quantora Finance’s legitimate interests (including fraud prevention, information security, service improvement, business continuity, and the establishment, exercise, or defense of legal claims), provided such processing is conducted in accordance with Quantora Finance’s Privacy Policy, subject to safeguarding measures such as data minimization, pseudonymization, anonymization, access controls, encryption, and other technical and organizational data-protection safeguards proportionate to the risks and the nature of the further processing.

14.4. Subject to these Terms and Agreement Quantora Finance may close Client’s Account or any payment service associated with it by giving Client a 10 (Ten) Business Days prior notice. Quantora Finance may at its discretion suspend or otherwise restrict the functionality of Account and Client’s right to request Transactions and receive E-Money transfers or close Account at any time without any prior notice, including, but not limited to, for any of the following reasons:

a. Quantora Finance suspect unauthorized or fraudulent use of Account or that Client’s Account has been accessed without Client’s authorization;

b. Quantora Finance suspect that any of the login details of Account has been compromised;

c. Quantora Finance has reasonable grounds to believe that Client has seriously or persistently broken any provision of these Terms or Agreement;

d. Client inappropriately lets someone else use Account;

e. Client give Quantora Finance false information or document(s) at any time;

f. Quantora Finance have reasonable grounds to believe that Client’s Account has been used in connection with unauthorized or unusual credit/debit card or bank account use, including without limitation, a notice of the same by Client’s bank or credit/debit card issuer;

g. Client abuses the reversal or chargeback process through Client’s bank or credit card issuing institution;

h. Client refuses when requested to cooperate with an investigation or to provide adequate confirmation of identity or other identity or security information;

i. Client initiates or consent to Transactions that may be considered to be cash advances or assisting in cash advances;

j. Client’s Account has been used, attempted to be used or allegedly used in or to facilitate criminal or other illegal or fraudulent activity against Quantora Finance or someone else, including, but not limited to, receipt or transfer of potentially fraudulent funds or proceeds of crime;

k. Quantora Finance believes that Client’s Account or activities pose a security, credit or fraud risk to Quantora Finance;

l. Quantora Finance is complying with money laundering or terrorist financing investigations conducted by government authorities, agencies or commissions;

m. Client has offered threats or have been abusive to Quantora Finance staff or its contractors;

n. Client becomes insolvent or bankrupt, or Client’s commercial activities are suspended or terminated;

o. Client puts Quantora Finance in a position where Quantora Finance might break a law that applies to Quantora Finance if Quantora Finance continues maintaining Client’s Account;

p. Client violates or Quantora Finance has reason to believe that Client is in violation of any law applicable to Client’s use of Quantora Finance Services;

q. Quantora Finance reasonably believes that Quantora Finance is required to do so by any applicable law or in order to comply with recommendations, decrees or instructions issued by a government authority or recognized body for the prevention of crime, or effective court order.

14.5. Unless informing Client would compromise reasonable security measures or otherwise be unlawful, Quantora Finance will where practicable notify Client in advance or immediately afterwards of the closing of Account or suspension or restriction of the functionality of Account and Client’s right to request Transactions and receive E-Money transfers. If the reason for the suspension of Account can be reasonably cured or remedied, Quantora Finance will notify Client of action to be taken to eliminate the reason and to restore the functionality of Account.

14.6. If Quantora Finance suspects that Client is engaging in an restricted activity referred to these Terms, Quantora Finance may contact the relevant government authority, recognized crime prevention body and other third parties and disclose details of any restricted activities, subject to Quantora Finance Privacy Policy or any applicable law, and/or take legal action against Client.

14.7. If Client does not access Account for 9 (nine) consecutive months, Quantora Finance shall be entitled to close it.

XV. CONFIDENTIALITY

15.1. Confidential Information. Each party will keep confidential and not disclose to any third party any non-public information of the other party that is identified as confidential or that reasonably should be understood to be confidential, including information relating to business, transactions, customers, personnel, technology, security, finances, pricing, and the terms of the Agreement ("Confidential Information"). Each party will use the other party’s Confidential Information only to perform its obligations or exercise its rights under this Terms and Agreement and will protect it using at least the same degree of care it uses to protect its own similar information, but no less than a reasonable standard of care.

15.2. Permitted Disclosures. A party may disclose Confidential Information: (a) to its and its Affiliates’ directors, officers, employees, professional advisers, auditors, insurers, and subcontractors who have a need to know it for the purposes of this Agreement and who are bound by confidentiality obligations no less protective than those in this Section; (b) as required to comply with applicable law, regulation, court order, or the binding request of a competent supervisory, regulatory, or law-enforcement authority; or (c) with the disclosing party’s prior written consent. Where legally permitted, the receiving party will provide prompt notice to the disclosing party before any disclosure under item (b) to allow the disclosing party to seek protective measures.

15.3. Service Functionality; Limited Contact Display. Client acknowledges that, in the ordinary operation of the Quantora Finance System and solely to facilitate Transactions and recommended payment methods within that system, Quantora Finance may process and display to relevant counterparties limited Client contact identifiers (such as Client’s business name and, where operationally necessary, a designated business email and/or phone number). Such processing and display will be: (a) limited to what is necessary for initiating or completing Transactions or for enabling counterparties to identify the correct Client Account; (b) subject to Quantora Finance’s confidentiality obligations, access controls, and data-minimization measures; and (c) in accordance with applicable data protection laws and Quantora Finance’s Privacy Policy.

15.4. Regulatory and Counterparty Disclosures. Client authorizes Quantora Finance to disclose information relating to Client and relevant Transactions as required by applicable laws and regulations, sanctions and anti-money laundering rules, card-scheme/network rules, payment-system operators, correspondent institutions, and other regulated counterparties involved in the processing, settlement, or compliance review of Transactions. Unless prohibited by law or regulator, Quantora Finance will disclose only what is necessary for the stated purpose.

15.5. Exclusions. Confidential Information does not include information that: (a) is or becomes public through no breach of this Terms or Agreement by the receiving party; (b) was lawfully known to the receiving party without confidentiality restrictions before receipt; (c) is independently developed by the receiving party without use of or reference to the disclosing party’s Confidential Information; or (d) is lawfully received from a third party without confidentiality restrictions.

15.6. Return or Destruction. Upon request of the disclosing party or upon termination of the Agreement, the receiving party will promptly return or destroy the disclosing party’s Confidential Information, except that the receiving party may retain copies to the extent required by law, regulation, bona fide internal recordkeeping, or backup/archiving practices, in which case Section XV will continue to apply to any retained copies until deletion.

15.7. Injunctive Relief; Survival. Unauthorized use or disclosure of Confidential Information may cause irreparable harm. The disclosing party is entitled to seek injunctive or equitable relief, in addition to other remedies. The obligations in this Section XV survive termination of the Agreement for five (5) years from disclosure; trade secrets survive for so long as they remain trade secrets under applicable law.

XVI. PRIVACY

16.1. By accepting these Terms, Client also agrees to the Quantora Finance Privacy Policy.

16.2. Client is fully responsible for Client’s compliance with the applicable data and privacy laws, including obtaining all consents that may be necessary to provide personal information to Quantora Finance or third parties.

16.3. Client shall have its own independently determined privacy policy, notices and procedures for personal information Client processes as a data controller. In complying with the applicable data and privacy laws Client shall each separately without limitation:

a. implement and maintain at all times all appropriate technical and organizational security measures in relation to the processing of personal information;

b. maintain a record of all activities on the processing of personal information carried out;

c. provide information as may be reasonably requested by the other party to demonstrate compliance with obligations under the applicable data and privacy laws;

d. not knowingly do anything to permit anything to be done which might lead to a breach by the other party of the data and privacy laws applicable to that party.

16.4. Client acknowledges and accepts that:

a. for the purposes of performing contractual obligations, quality assurance, security and fraud detection purposes, when speaking to members of Quantora Finance customer support service, calls of Client’s representatives may be monitored and/or recorded;

b. for identity validation and verification purposes Quantora Finance may make the following information available to other business entities and users to which Client transfers E-Money or from which Client receives E-Money transfers: Client’s name, account number, legal jurisdiction, address, email address and/or IP address.

16.5. The Client agrees that Quantora Finance carries out processing of personal and other data in accordance with the Personal Information Protection and Electronic Documents Act (PIPEDA) and other applicable laws and regulations. Quantora Finance carries out the processing of personal data of the Client, its representatives, authorized persons, representatives, beneficial owners and other third parties related to the Client, including the collection, registration, input, storage, arranging, modification, using, transferring, transmission and disclosure of data, blocking or deletion, and the Client is obliged to obtain consent to all data processing mentioned in this clause from all persons whose personal data they have transferred to Quantora Finance.

XVII. WAIVER

17.1. The rights and remedies contained in these Terms shall be cumulative and not exclusive of any rights or remedies provided by law. No delay or omission of Quantora Finance in exercising any right, power or remedy provided by law or under these Terms, or partial or defective exercise thereof, shall impair or prevent any further or other exercises of such right, power or remedy; or operate as a waiver of such right, power or remedy.

17.2. No waiver of a breach of all or part of these Terms shall (unless expressly agreed in writing by the waiving party) be construed as a waiver of any future breach of the same or as authorizing a continuation of a particular breach.

XVIII. REMEDIES AND LIABILITY

18.1. The Client shall indemnify Quantora Finance and keep Quantora Finance indemnified against all losses, taxes, expenses, costs and liabilities whatsoever (present, future, contingent or otherwise, and including reasonable legal fees) which may be suffered or incurred by Quantora Finance as a result of or in connection with any breach of these Terms by the Client or as a result of illegal actions performed by the Client using Quantora Finance services.

18.2. Liquidated Damages. The parties acknowledge that the losses Quantora Finance is likely to incur from the breaches described in this Clause 18.2 would be difficult to accurately quantify at the time of contracting. The amounts below are a genuine pre-estimate of such losses and are not a penalty:

18.2.1. Aggregation Not Declared. If Client conducts aggregation that was not disclosed in its application and that does not comply with the stated goods and/or services type for the relevant e-shop, Client will pay to Quantora Finance liquidated damages of EUR 3,500 per each MID (merchant identification number) existing day;

18.2.2. Failure to Provide Settlement Account Details. If Client fails to provide valid settlement account details within ten (10) calendar days after Quantora Finance’s written request, Client will pay to Quantora Finance liquidated damages of EUR 1,000 for each commenced week of delay thereafter until such details are provided or the Agreement is terminated (whichever occurs first).

18.2.3. Funds Arrest/Freeze by Authorities. If Client’s funds processed by or through Quantora Finance are arrested, frozen, or otherwise made unavailable pursuant to sanctions or orders issued by a financial regulatory authority or other competent governmental authority as a result of Client’s breach of the Terms, Agreement or applicable law, Client will pay to Quantora Finance liquidated damages of EUR 5,000 for each calendar day that such arrest or freeze remains in effect.

18.2.4. Failure to Provide KYC Information. If Client fails to provide requested KYC/CDD information within ten (10) Business Days after Quantora Finance’s written request, and the volume or materiality of the outstanding items exceeds a reasonable level determined by Quantora Finance acting in good faith and consistent with regulatory expectations, Client will pay to Quantora Finance liquidated damages of EUR 1,000 for each calendar day of delay until such information is provided in full.

18.3. Quantora Finance provides services to Client subject to Client statutory rights but otherwise provided without any warranty or condition, express or implied, except as specifically stated in this Terms. Quantora Finance does not have any control over the products or services that are paid through Quantora Finance services and Quantora Finance cannot ensure that a merchant Client is dealing with will actually complete the transaction or is authorized to do so.

18.4. Client acknowledge that access to the Website or Quantora Finance System may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services.

18.5. Quantora Finance make every effort to ensure that the information contained in Quantora Finance correspondence, reports, on the Website and given verbally by Quantora Finance directors, officers and staff is accurate to the best of Quantora Finance belief at the time the information is provided. However, Quantora Finance cannot guarantee the accuracy of all such information in all circumstances and contexts, and no reliance should be placed on such information by Client. Client must check all correspondence between us carefully and tell Quantora Finance as soon as possible if it includes something which appears to Client to be wrong or not made in accordance with Client instructions.

18.6. Quantora Finance shall not be liable for any disruption or impairment of Quantora Finance service or for disruptions or impairments of intermediary services on which Quantora Finance rely for the performance of Client obligations hereunder, provided that such disruption or impairment is due to any circumstances beyond Quantora Finance reasonable control or the control of the intermediary affected.

18.7. No warranty is given save for a warranty that Quantora Finance will provide the services subject only to Client statutory rights.

18.8. Quantora Finance obligation under this Terms is limited to providing Client with Services and does not make any statement in relation to or endorsement of the quality, safety or legality of any goods or services provided by a Client or Client’s Customer.

18.9. Quantora Finance shall not be liable for the assessment or payment of any taxes, duties or other charges that arise from the underlying commercial transaction between Client and another Quantora Finance Client or Client’s Customer.

18.10. Client agree to defend, reimburse or compensate Quantora Finance and hold Quantora Finance and Quantora Finance other companies in Quantora Finance corporate group harmless from any claim, demand, expenses or costs (including legal fees, fines or penalties) that Quantora Finance incur or suffer due to or arising out of Client or Client agents’ breach of this Terms, breach of any applicable law or regulation and/or use of the services. This provision shall survive termination of the relationship between Quantora Finance and Client.

18.11. Quantora Finance shall only be liable to Client for loss or damage caused directly and reasonably foreseeable by Quantora Finance breach of this Terms and Quantora Finance liability in these circumstances is limited as set out in this Terms.

18.12. In no event shall Quantora Finance, the other companies in Quantora Finance corporate group, persons who act on Quantora Finance behalf, and/or the persons Quantora Finance enter into contracts with be liable for any of the following types of loss or damage arising under or in relation to this Terms (whether in contract, tort (including, without limitation, negligence) or otherwise:

a. any indirect or consequential losses, including loss of profits, goodwill, business, contracts, revenue or anticipated savings even if we are advised of the possibility of such damages, loss of profits, goodwill, business, contracts, revenue or anticipated savings; or

b. any losses arising from Quantora Finance compliance with legal and regulatory requirements; or

c. any loss or corruption of data; or

d. any loss or damage whatsoever which does not stem directly from Quantora Finance breach of this Terms or Agreement; or

e. any loss or damage whatsoever which is in excess of that which was caused as a direct result of Quantora Finance breach of this Terms (whether or not Client are able to prove such loss or damage).

18.13. Nothing in this Terms shall limit Quantora Finance liability resulting from Quantora Finance fraud or fraudulent misrepresentation, gross negligence, willful misconduct, for death or personal injury resulting from either Quantora Finance or Quantora Finance subcontractor’s gross negligence or to the extent such limitation or exclusion is not permitted by applicable law.

18.14. Nothing in these Terms shall operate to exclude liability for death or personal injury due to negligence or for fraud or fraudulent misrepresentation or for any statutory liability that cannot be excluded or amended by agreement between the parties.

XIX. DISPUTE RESOLUTION AND JURISDICTION

19.1. The Client and Quantora Finance shall make every endeavour to amicably resolve any dispute, in good faith and in a constructive manner. The Client acknowledges and agrees that threats and blackmailing towards Quantora Finance are prohibited and constitute a valid ground for interrupting negotiations and for immediate termination of any Business relationships.

19.2. In carrying out any activities under this Terms, the Parties shall observe the laws of British Columbia, Canada. In the first instance, the Client shall raise any complaint relating to the services provided under this Terms with Quantora Finance.

XX. APPLICABLE LAW

20.1. These Terms shall be governed by and construed in accordance with the laws of the Province of British Columbia and the laws of Canada applicable therein. You hereby irrevocably submit to the jurisdiction of the courts of the Province of British Columbia for any action, suit or any other proceeding arising out of or relating to these Terms and any other agreement or instrument mentioned therein or any of the transactions contemplated thereby.

20.2. In carrying out any activities under this Terms, the Parties shall observe applicable laws and Regulations and rules of international payment systems (such as but not limited to Visa Europe, Mastercard Worldwide).

XXI. THIRD-PARTY RIGHTS

21.1. No term of this Terms is intended to confer a benefit on or to be enforceable by, any person who is not a party of this Terms.

XXII. ASSIGNMENT

22.1. None of the Parties shall assign or transfer these Terms or any or all of their rights and/or obligations under these Terms nor any part of it, nor any benefit nor interest in or under it, to any third party without the prior written consent of the other Party which shall not be unreasonably withheld; provided, however that Quantora Finance may assign these Terms without the consent or approval of Client to Quantora Finance parent or subsidiary or associated companies, in connection with a merger, reorganization, recapitalization or sale of all of or substantially all of Quantora Finance stock, business or assets.

22.2. Any attempt to assign these Conditions other than as permitted herein shall be null and void. Subject to the foregoing, these Terms will be fully binding upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns.

XXIII. FORCE MAJEURE

23.1. No failure or omission by any Party to carry out its obligations or observe any of the stipulations or conditions of these Terms shall give rise to any claims against the party in question or be deemed a breach of this Terms, if such failure or omission arises from a cause of force majeure, such as acts of God, war or warlike hostilities, civil commotion, riots, blockades, embargos, sabotage, strikes, lockout, shortage of labor, delay in deliveries of whatsoever from sub-contractors or machine failure caused by force majeure, or any other event beyond the control of the party in question.

XXIV. NOTICES AND CONSENTS

24.1. Any notice to be given by either of the Parties hereto to the other in connection with this Terms shall be in writing and shall be delivered to the address stated in this Terms or Client application or to such other address as either party may notify to the other for such purpose unless provision of notice is explicitly stipulated otherwise by these Terms.

XXV. GRANT OF LICENSE

25.1. Client while using Quantora Finance software such as an Quantora Finance System, API, reporting system, software developer’s toolkit or other software application (collectively – "Software") that Client have downloaded to its website or other platform then Quantora Finance and its licensors grant Client a limited nonexclusive license to use the software in accordance with the documentation, including all updates, upgrades, new versions and replacement software, as described herein for Client personal use only. Client may not rent, lease or otherwise transfer his rights in the software to a third party. Client must comply with the implementation and use requirements contained in all documentation, together with any instructions provided by Quantora Finance from time to time accompanying the Quantora Finance services (including, without limitation, any implementation and use requirements Quantora Finance impose on Client to comply with applicable laws and card scheme rules and regulations).

25.2. If Client do not comply with Quantora Finance instructions, implementation and use requirements Client will be liable for all resulting damages suffered by Quantora Finance and third parties. Client agrees not to alter, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code which is derived from the Software provider hereunder. Client acknowledge that all rights, title and interest to Quantora Finance’s Software are owned by Quantora Finance.

LAST UPDATED: 12 November 2025